


the dark side of the moon

by spiderlingthememe



Category: Marvel Cinematic Universe, Spider-Man (Tom Holland Movies), Spider-Man - All Media Types
Genre: Angst, But we all knew that, Emotional Hurt/Comfort, Fluff and Angst, Foster Care, Gen, Harley Keener Needs a Hug, Harley Keener is a Good Bro, Hurt Harley Keener, Hurt Peter, Hurt/Comfort, Like 12, Peter Parker Needs a Hug, Protective Harley Keener, Protective Peter Parker, Protective Tony Stark, Runaway Peter, Skip westcott is a dick, They all need hugs, Young Peter Parker, but he still a fetus, but its fine they're rarely mentioned, but not too young, i made some oc's, they're just all very protective
Language: English
Status: Completed
Published: 2019-09-21
Updated: 2020-06-02
Packaged: 2020-10-25 01:11:14
Rating: General Audiences
Warnings: No Archive Warnings Apply
Chapters: 4
Words: 17,541
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20715617
Author URL: https://archiveofourown.org/users/spiderlingthememe/pseuds/spiderlingthememe
Summary: Peter frowned, the bright summer sun making him squint as he looked up at the brick mossy building that would be his home, for the next six years of his life, if the lack of interest adopting parents have shown meant anything. Tightening his hold on his suitcase of minuscule belongings, he looked down to his dirty Skechers, stumbling forward when he felt the hands of his social worker nudge him gently.“You must be Peter.” Peter’s head jerked up to see a tall middle aged man, with bleach blonde hair swept back. He had his hand held out towards Peter, a soft smile on his face. “I’m Mr. Westcott, but you can call me Skip.”Or: The one where Peter and Harley are foster kids and Tony is such a dad.





	1. Part 1: Westcott's Home for Troubled Boys

**Author's Note:**

> So this whole idea stemmed from the prompts on @agib-2002 's tumblr page, so huge props to her and all of the prompts and ideas I found on her page. You're amazing!
> 
> Also thank you so much to my bff @lazyfox411 who beta read everything and continues to be my support system as I navigate the writing world. You the best <3

Peter frowned, the bright summer sun making him squint as he looked up at the brick mossy building that would be his home for the next six years of his life, if the lack of interest adopting parents have shown meant anything. Tightening his hold on his suitcase of minuscule belongings, he looked down to his dirty Skechers, stumbling forward when he felt the hands of his social worker nudge him gently.

Hoping that everything he had read about foster care and orphanages was wrong, he opened the door, only to be bombarded with a wide range of sounds. Yelling, pots and pans banging together, doors slamming… they all hit Peter, crushing any optimistic feelings he may have had, crumbling them into tiny pieces, sprinkled on the dirty hardwood of the house. 

Stepping into the house, Peter set his suitcase down, eyes scanning the main foyer. There was a staircase leading to the upper floor directly opposite the door, and two hallways on either side leading to who knows where. Simple paintings were hung up, a waist level desk against the wall with small meaningless decorations, most chipped or broken in some way.

“You must be Peter.” Peter’s head jerked up to see a tall middle aged man, with bleach blonde hair swept back. He had his hand held out towards Peter, a soft smile on his face. “I’m Mr. Westcott, but you can call me Skip.” 

Peter nodded, looking back down without reaching out to shake Mr. Westcott’s hand and fiddling with the sleeves of his oversized plaid shirt. “Hi Mr. Westcott.” The man frowned and knelt down so he could see Peter’s face, ducking to try meeting his eyes. 

“Hey, I know this isn’t the most ideal situation, but I promise, you’ll love it here.” Peter didn’t trust the man’s smile, nor the weird look in his eyes, but nodded regardless. Heavy hands on his shoulders pulled him from his thoughts.

“Thank you for taking him Mr. Westcott. I still have some forms I would like to go over with you, but after that he’s all yours,” his social worker said. Mr. Westcott nodded, then sent a little smirk towards Peter. 

“Perfect,” he clapped his hands together, causing Peter to flinch at the abrupt sound, “Petey, you can go right upstairs and set your stuff in your room. Third door on the right, You’ll be sharing with Harley.” Peter nodded, then started towards the stairs, stopping when a hand rested on his arm. He looked up into Mr. Westcott’s icy blue eyes. “I really think you’re gonna like it here Petey.” With a wink and a squeeze to his arm, the older man released Peter and moved further into the house with the social worker. Peter shivered, the uneasy feeling in his stomach growing, before he shook himself and took the stairs up to the second floor.

The house was about as much as you could expect for a home to mainly teenage boys. There were markings on the beige coloured walls, chunks missing in the wood trim, a pole missing from the staircase… the whole house seemed to be breaking apart. Peter could think of worse places to be, but there were also better ones. 

The short trek down the corridor was spent looking back and forth between both sides of the hallway at the name tags on all the doors, looking for one that said ‘Harley’. Reaching the third door on the right, Peter frowned. There wasn’t a name tag on it, just a small ‘do not disturb’ sign hanging from the doorknob. Biting his lip, Peter knocked gently, only to be met with a large groan and the creaking of bed springs. 

Peter jumped back as the door swung open. A taller boy with dirty blonde curls stepped out. “Does no one in this house read signs? It says ‘do not’- oh.” The teen speaking in a slight Southern accent, who Peter could only guess was Harley, looked down at Peter. His face softened for a moment before a glare fell in place. “What do you want?” 

Peter sucked in a quick breath, shuffling from foot to foot. “I-I’m Peter.” Peter stuttered. “Mr. Westcott. He-um, he told me t-this was my r-room. Wanted me to-to come put my stuff a-away.” Harley just stared at the boy for a minute, his glare not wavering, before he sighed and pulled the door open farther. Peter stepped into the room, doing a once over and seeing a single bed on each side of the room, a window in between them. Aside from two dressers at the ends of each bed, the room was bare.

“Okay, Peter. I’m Harley.” Peter opened his mouth to respond but Harley held up a finger. “Hey, not done. This is my side of the room.” He waved a hand towards his bed. “Don’t touch anything and stay on your side and all will be good.” Peter gulped but nodded, backing up and sitting on his bed. Harley stared at Peter, plopping down onto his own bed and grabbing his headphones, putting one in. “How old are you?” 

Peter pulled at his sleeves, “Twelve,” he said quietly. Harley eyed him before sticking his other earbud in and turning his attention to his phone.

“Fifteen.” Peter looked at Harley, analyzing his new roommate who was well immersed in whatever was on his beat up device. 

It could be worse. Peter thought. I could be living on the streets.

-

“Boys! Dinner!” 

Peter was shocked from his nap, eyes snapping open at the sound of his new caretaker shouting from down the hall. The sound of doors slamming and pounding feet on the stairs echoed inside Peter’s head, pulsing on his skull. He sat up, looking to the right only to see Harley’s bed empty. Jumping out of bed, he ran to the door, not wanting to be late to his first meal in the foster home. Peter didn’t know what the rules were here. If he was late, did he not get to eat? What if it was ‘first come first serve’ and he ended up with barely a meal? 

Peter ran down the stairs, following the sounds of chatter and silverware against plates to find the dining room. He wasn’t given a tour when he first got here, not too long ago. Trying to find his room and his… not-so-warm welcome from Harley exhausted him to the point where he decided to just lay down and take a nap. 

And that brings us to now, where Peter stood in the door frame to the dining room, panting and out of breath from his panic to get downstairs. Did he need his puffer? He feels like he needs his puffer. Looking up, Peter blushed at all the eyes on him, tucking his head down, his shoulders scrunching up. 

“Sorry Mr. Westcott.” Peter mumbled. From the corner of his eye, he could see Mr. Westcott stand from his chair at the head of the table and make his way over to Peter. Placing himself behind Peter, Mr. Westcott smiled, grabbing Peter’s upper arms and shaking him minutely.

“Call me Skip, Petey.” Peter nodded, knowing full well that he will not be calling his current guardian that. “Boys, I’d like you to meet our newest addition to the family. This is Peter.” Peter glanced up, spotting Harley in the far corner of the table, and four other boys who he didn’t know. Harley met his eyes briefly, only to look away just as quickly. “Petey, this is Ross, Adam, Flash, Miles, and you already know Harley,” Mr. Westcott said, gesturing accordingly. 

Doing a quick once over, Peter took inventory. Ross and Adam must be the older two, looking like they were days away from getting out of the system. Flash was sitting next to the two, feigning disinterest, but Peter could see a weird look in all of their eyes. He made a mental note to steer clear of those three. Flash may look closer to Harley’s age than the others, but he gave off a strong ‘I’m better than you and I’ll make sure you know it’ impression. 

Miles looked to be the closest to Peter’s age, maybe fourteen, so Peter tried to send a small smile to the boy, only for Miles to scowl and look down at his plate. Peter frowned, dropping his eyes and staring at the floor. 

Guess he was on his own here. 

Mr. Westcott, not seeming to notice the silent exchange between the boys, or just not caring, continued on. “I trust you’ll all welcome him accordingly.” With a smirk and lighthearted laugh, Mr. Westcott slapped Peter’s back, throwing him into a stumble towards the empty seat in between Harley and Miles. Rubbing his shoulder, Peter sat in the chair, silent for a moment, before turning to Miles. 

“Hi, I-I’m Peter.” He smiled, remembering his manners his Aunt and Uncle taught him, and held out his hand tentatively. Miles looked at him out of the corner of his eye, before jutting his shoulder out, as if to block Peter’s hand from coming closer. 

“Yeah, I know,” he bit out. Peter bit his lip, nodding in resignation, and twisted back properly in his chair. He slumped forward, looking down at the plate of food sitting in front of him, no longer hungry. 

He didn’t notice Harley’s glare sent to Miles, nor his concerned glance towards the back of Peter’s bent head.

-

Peter couldn’t breathe. 

Every inhale was like he was swallowing fire, which, maybe he was. There was fire everywhere. It was surrounding him. All he could smell, taste, feel. Fire, fire, burning, smoke, everywhere.

“Aunt May! Uncle Ben!” 

“Peter?”

Peter was running. Running and coughing and choking, trying to breathe through the heavy smoke, the collar of his T-shirt covering his mouth and nose. He was running through the halls of the apartment, slamming into walls on sharp turns he couldn’t see coming due to the smoke, tripping over flaming items left on the floor from before.

“Peter!”

“Aunt May! Uncle-“ Peter jumped back as a beam fell from the ceiling, the loud crash causing a sharp ringing to erupt in his ears. That was all he could hear now, the ringing. He kept running. He had to find is Aunt, his Uncle. They were calling him. They were saying his name. 

There was smoke, and ringing, and burning, and he can’t breathe-

Peter jerked upright, heaving heavy gasps and sobs. He tried to untangle from his sheets, only to fall to the floor in his panic, something solid but gentle cushioning his head from the fall. 

“Peter! Calm down!” Someone was shouting, telling him to calm down. Don’t they get it? He can’t calm down! He needs to find Aunt May and Ben and he still can’t breathe- “Hey you, you’re okay, just- breathe, Peter!“ 

A hand suddenly grabbed his, pulling forward and resting it on something solid and warm, moving up and down. “Just, follow my breathing. You feel that? Do that too, match your breath.” The voice kept speaking soft encouragements, all of which Peter drowned out, only focusing on the heartbeat he felt on his palm. It was steady, thumping heavily against Peter’s hand. Peter gasped in another breath, falling forward so his forehead landed against that chest, just above his hand clutching the fabric there. He felt hesitant fingers card through his hair, only to grow more firm as he sunk into the feeling. Peter just breathed, letting the comfort sweep over him.

“Pete? Hey, let’s get you back into bed.” Oh shit. That was Harley’s voice.

In the midst of Peter’s panic, he never noticed Harley waking up to the sound of his whimpers, or him jumping over to his side of the room to catch his head when he fell. He didn’t notice Harley until the teen was lifting him from the floor back onto his bed, one hand behind his shoulders, the other under his knees. Harley pushed Peter’s shoulders until he was laying down and pulled his blanket up under his chin. Peter looked up at him with tear-filled eyes.

“I-I’m sorry. I didn’t mean to w-wake you up.” Harley looked at him with sad eyes, vastly different from the glare he was on the receiving end of for the past few days. 

“It’s, it’s okay Pete. You don’t need to be sorry. Are you okay?” Harley asked. He was rubbing his thumb against Peter’s shoulder in a soothing motion, firm but gentle. Peter nodded then smiled shyly at Harley, wiping his eyes with a knuckle. “What?” Peter flushed and tugged on his blanket.

“Nothing just- my… Uncle Ben used to call me that. Pete.” Harley’s eyes widened slightly as he pulled back, the hand on his shoulder slipping off into his lap.

“Is it, okay for me to call you that? ‘Cause I’ll stop if-“ Peter shook his head and smiled. 

“It’s okay. I like it.” Peter frowned and looked to the side, “Mr. Westcott calls me Petey a lot though, and I don’t really like that.” Peter didn’t really like Mr. Westcott in general. The unsettling looks during dinner, his tight grip on Peter when he insisted Peter call him Skip… overall he was just very uncomfortable with the man.

“Yeah, Mr. Westcott does a lot of things I don’t particularly like either. Welcome to the club.”

There was a pregnant pause. The creaking of the house settling and the city noises outside the small open window were the only sounds to be heard. Neither boy spoke or looked at each other aside from stolen side glances, Peter laying down and Harley resting on the edge of the younger’s bed. Peter took another look at Harley before steeling himself and asking the question he had been wanting to ask the other boy since their first meeting.

“Do you really not like me, Harley?” Harley sucked in a breath before releasing it slowly. Taking that as his answer, Peter sniffed with a frown and rolled over, facing the wall. He heard Harley huff and move back to his side of the room. It was silent for another moment.

“I don’t not-like you Pete, I’m just, trying to not get attached.” Peter looked at the wall for another long second before rolling back over to face Harley’s bed, waiting for him to elaborate. Harley looked at Peter and frowned. “When you came in here… I saw myself standing there. Kids like you won’t last long in here, if at all,” Peter flinched, “and I just want to distance myself so it doesn’t hurt as much when you’re gone.” 

“W-what do you mean gone?” Peter could feel his heart rate speeding up. Is that why he felt so off when Mr. Westcott was around? Was he going to- 

“Peter. I’m sorry- hey, that’s not what I meant.” Peter looked up, pulling at his swollen bottom lip from where it was trapped between his teeth. Weird. He doesn’t remember doing that. “I just mean, most of the kids your age that come here don’t even last a week. You're part of the younger age group so they normally end up sending the younger ones to a different home ‘cause the older guys don’t… do well with small kids.” 

Peter pouted at the older boy. “I’m not a kid.” Harley chuckled quietly. 

“Pete, just by pouting like a little puppy proves you’re a kid.” Harley said. Peter stuck out his tongue and crossed his arms, because if he was a kid like Harley said, then he was going all out. Harley laughed, but quickly sobered up, considering Peter. “What was your dream about?”

Peter stiffened and pulled at his fingers, looking everywhere but at Harley. “The fire. There was a fire. Both my aunt and uncle… that’s-it’s why I’m here.” He said finally. Harley bit his lip, looking like he wanted to comfort the other but thinking better of it. 

“Hey, Pete?” Peter glanced up, brown eyes landing on Harley’s soft blues. “I know I haven’t been all that nice to you, hell, you thought I hated you, but I- I am here for you. If you need it, I’ll be here.” Peter smiled and rolled onto his back, looking up at the popcorn painted ceiling. 

“Thank you Harley.” Harley look at the small kid, sighed, then laid down in his own bed. He smiled when he heard a sleepy mumble of ‘Good night Harls’ from across the room.

“Night Pete.”

-

It had been about two weeks since Peter moved into Mr. Westcott’s foster house, and he decidedly hated it. 

Not only was Peter the youngest foster kid there, he was also the smallest. That meant he was picked on constantly by the older boys. They would break stuff and pin it on him, take extra food and stick it inside of his folded sweaters to make Mr. Westcott think he stole it… they even hid his inhaler from him, which he only found out about in the midst of a particularly bad asthma attack. 

On top of that, Mr. Westcott was terrifying when he wanted to be. Although he never truly hurt Peter physically, the mental scars were there. Every time Adam, Ross, or Flash (and on the odd occasion, Miles) went up to him with another fib on how Peter was causing trouble, the Mr. Westcott Peter met on his first day was gone. Instead, he was met with an icy stare, clenched fists, and shouting. A tight grip on his arm, shoving him this way and that. Shouting to go to his room, clean the kitchen, scrub the windows- the list went on and on. Whenever Peter tried to explain that it wasn’t him, he didn’t do anything, Mr. Westcott simply would say; ‘Grow up Petey, learn to take responsibility for your actions.’

So it was safe to say, Peter hated it there. 

However, after the night he and Harley hashed out their problems, Peter finally had a friend in the house. Harley was always there. He was always standing by him to tell the others off, to stand up to Mr. Westcott and set the record straight, to help him with the chores he was unfairly stuck with doing. Harley took to protecting Peter like an older brother to a little brother. He cleaned his scrapes, and iced his bruises when the boys got a little too rough, he comforted him when he woke up from yet another nightmare. 

It was Harley and Peter. Peter and Harley.

And Peter was okay with that.

-

All five boys stood in the kitchen, cleaning up from dinner and talking quietly amongst themselves, while Mr. Westcott sat in the living room, relaxing on his recliner, bear in hand. It was not his first one of the night. A football game was playing loudly through the TV. 

Peter and Harley were clearing the table while the older guys washed and dried the dishes, and Miles swept the floor. One thing that Mr. Westcott didn’t budge on was after dinner cleanup. All the boys had to pitch in after dinner so that Mr. Westcott could watch his game and ‘relax from taking care of you brats’. There was a quiet over the house after dinner times, the only sounds being the TV, and the clanging of dishes being scrubbed and put away. 

The sound of glass on the floor shattered the quiet. 

Peter stared down at the scattered pieces of a broken plate at his bare feet in pure fear. The other boys all froze and turned towards Peter, taking in the broken dish and his wide eyes. Peter looked up, his mouth opening and closing multiple times, not able to get a word out, nor a breath in. The other boys started murmuring quietly. Peter heard a quiet ‘oh shit’ from Ross. Harley held his hands up, speaking gently. 

“Pete, don’t move, I don’t want you to cut-“

“Wha’ the ‘ell was tha’!” Everyone turned to the kitchen entrance to see Mr. Westcott, swaying in place with an empty beer bottle in hand, an angry glare taking over his face. It was an unspoken rule between the boys that if Mr. Westcott was drinking, you did not interrupt him. Although everyone seemed to hate each other, that was one thing they stuck together on, because a drunk Mr. Westcott was not someone you wanted to get in trouble with. Unfortunately, the sound of a dish shattering was enough to rouse Mr. Westcott out of his drunken haze.

Mr. Westcott glanced over the room before they landed on the broken dish on the ground. Peter whimpered quietly when the man’s eyes met his. Mr. Westcott snarled and started forward, pointing a finger at him threateningly. “You-!”

“It was me!” Harley jumped in front of Peter, placing the younger boy behind him and hiding him from view, shoving some glass with his foot out of the way so he didn’t step on it. “I did it, I dropped the plate. I’m sorry.” Peter shook his head, gripping the back of Harley’s hoodie and tugging.

“Harley what-“ Harley moved one hand to his back, grabbing Peter’s and squeezing once. Whether it was to be a comforting gesture, or a way of telling Peter to keep quiet, Peter didn’t know. He shut his mouth, looking over Harley’s shoulder to see Mr. Westcott regarding the boys silently. The man suddenly growled and launched his empty bottle at Peter and Harley, the two yelping and ducking so the bottle hit the wall instead, shattering on impact.

Still crouched low to the ground, the boys looked up at Mr. Westcott towering over them. “You,” he pointed at Harley, “come wi’ me.” Turning to the others, all watching with wide eyes by the sink, he waved an unsteady hand. “Th’ rest o’ you, clean up thi’ messs.” Mr. Westcott turned around, stumbling out of the room and towards the hall. 

Harley gulped and turned around to Peter, who was looking up at him with terrified eyes. “Hey, it’ll be fine, just- clean up and go upstairs. I’ll be up in a bit.” Harley smiled tightly at Peter, ruffling his hair gently, before maneuvering around the broken glass to follow their guardian. 

-

Peter worried for Harley. That seemed to be constant nowadays. Harley had a tendency to take the fall for Peter whenever the need came, and it made Peter angry to no end. He wasn’t stupid. He may only be twelve, but he knew what Mr. Westcott did to Harley when he took him away. It ate Peter up inside knowing he was the cause for this, but there was nothing he could do. Harley would leave okay, only to come back into their shared room to the point where he almost couldn’t walk some days.

Today was one of those days, only Harley wasn’t walking into the room alone.

“You piece of shit! Wha’ did I tell you? Huh? Wha’ did I say?” Mr. Westcott slammed the door opened, dragging Harley into the room with one hand holding the collar of his shirt, the other at the belt of his jeans, fumbling to slide it out of the loops. Peter gasped and moved from his bed, dropping the book he was reading and backing into the corner of the room behind the door. Mr. Westcott was stumbling and slurring his words, still tugging Harley roughly towards his bed. Peter took a quick glance, looking over Harley and noticing the beginnings of a shiner making itself present below Harley’s left eye. Peter bit his lip anxiously, watching Mr. Westcott manhandle Harley towards his side of the room.

“If I wanta be drun’, it’s none of your buis… business! These kidss don’ need you savin’ them from a ‘bad paren’” Mr. Westcott used quotation gestures as he spoke, his tone and snarl unlike anything Peter has seen from the man before. Peter tucked himself behind the door close to the ground, peering out quietly as he watched the scene unfold.

“Mr. Westcott stop! Please I’m sorry I’ll leave you be, just-please stop-“ Mr. Westcott shoved Harley to the ground, shaking and crying and not noticing Mr. Westcott fold his belt and bring it down onto his back until it was too late. Harley yelped loudly, trying to scramble away, only to have his hair gripped and pulled back towards the man.

“You ain’ goin’ no where ‘til you learn yer lesson, kid.” One, two, three more hits and Peter had enough. Pushing himself up from behind the door, Peter ran over to the two, shoving himself in front of Harley and pushing his hands against Mr. Westcott’s chest. 

“Mr. Westcott stop! Leave him alone!” The man stumbled back slightly, seeming surprised at the resistance he received, only to look down and snarl, flailing his arm out, the belt in his hand meeting Peter’s cheek with a loud snap. Peter fell back with a cry, his hand coming to rest on his bleeding cheek. Feeling arms wrap around his middle and tug him back against a heaving chest, Peter turned and gripped onto Harley tightly. 

Looking down at the two kids sobbing and holding each other, staring up at him with pure fear, Mr. Westcott took a step back and snarled. “If ya ever though’ someone wass gonna ‘dopt you, yer outta yer min’.” Dropping his belt to the floor with a loud clang, the boys flinched as Mr. Westcott stumbled to the door and slammed it shut. 

Harley let out a relieved sob, pushing Peter back softly and taking his face in his hands, sniffling at his runny nose from crying. “Are-are you okay? Did, did he- oh god Peter.” Harley’s thumb brushed lightly over the cut on Peter’s cheek, resting his forehead against Peter’s and breathing deeply. Peter was shaking, gripping onto Harley’s shirt tightly, tugging as if he was making sure he wasn’t going anywhere. 

“Har-Harley,” Peter hiccuped, “What was that? W-why was he-“ Harley shushed him and pulled Peter back into his chest, rocking him gently and running his fingers through Peter’s messy hair. 

“Mr. Westcott has a tendency to come home drunk,” Harley said. “He doesn’t like it when I tell him off for it, ‘cause really with a house full of kids you’d think..” Harley shook himself, starting to rub up and down Peter’s back. “Anyways, I guess tonight he was a little more agitated than usual.” 

“Does he, does he always do that? Is that why you’re always hurt?” Peter said. Harley sighed, nodding his head and leaning back with a small hiss, looking Peter in the eye. 

“Yeah, that’s why.” Peter sniffed. Tears welled up in his eyes. He hated seeing Harley hurt. Harley was like the older brother Peter never had. He protected him and kept him safe… even sacrificing his own safety to do it. 

Peter and Harley sat curled up on the ground for a while, just holding each other as the shaking and crying slowed to a stop. Harley looked around the room, taking in the minuscule amount of items they each had to decorate the room. Harley never had much to begin with, and for Peter with the fire… They both never had a lot, both learning to survive with the bare necessities. Harley’s eyes swivelled from the room to window above them. It would be a bit of a drop but…

Steeling his body, Harley made a decision and shook Peter, pulling the younger up to his feet with a grunt of pain, and pushing him towards his bed. “Grab what you need, we’re leaving.” 

Peter stuttered, looking back at Harley. “We’re… we’re leaving? What do you mean?” Harley was grabbing two backpacks, tossing one onto Peter’s bed, and filling the other with clothes, some bandages they kept in their room, and Peter’s inhaler. 

“I mean, I’ve had enough of this place.” Harley looked up at Peter, the kid who he came to call his younger brother. The kid who currently had a smear of blood over his right cheek, cutting way too close to his eye for Harley’s comfort zone. Harley stepped up to Peter, resting his hands on his shoulders, leaning down slightly to be eye level with Peter. “It was one thing for him to come at me, but I’m not letting it happen to you. Come on, I’ll grab our toothbrushes and some soap, you make sure to pack a blanket.” Peter looked up at Harley, eyes red from crying, but a spark of hope ignited in them. Harley smirked, “Your small body can’t handle the cold out there.” Peter laughed lightly, sniffing and rubbing his nose, sending one last smile to Harley before grabbing some clothes, his book and notebook, and yes, a blanket, and stuffing them into his backpack.

A few minutes later and the boys were standing in front of the window, sneakers on and jackets zipped up, backpacks in hand. Harley looked at Peter with a smile, Peter returning it hesitantly. 

“We’ll be okay, right?” Peter asked. Harley nodded and pulled Peter under his arm.

“We will. I won’t let us be anything less than that.”


	2. Part 2: Runaways

**Summary for the Chapter:**

> Never would Peter have thought that he would be running from his foster home with Harley by his side. There was a weird feeling of excitement that came with it. They were on their own now. No Mr. Westcott telling them what to do, no older boys to push and shove him around. They were on their own, but anything was better than living with the crazy drunk that was Mr. Westcott. 
> 
> He’d only go back kicking and screaming.

**Notes for the Chapter:**

> the constant mantra in my head as I write:  
content baby, content.

Jumping from their bedroom window and running through the bad part of Queens was one of the most exhilarating and terrifying experiences Peter has had in his short life. 

Never would Peter have thought that he would be running from his foster home with Harley by his side. There was a weird feeling of excitement that came with it. They were on their own now. No Mr. Westcott telling them what to do, no older boys to push and shove him around. They were on their own, but anything was better than living with the crazy drunk that was Mr. Westcott. 

He’d only go back kicking and screaming. 

When the adrenaline from being on the run cut out, and Peter stopped being able to recognize his surroundings, they slowed to a stop. Peter shivered, pulling his jacket tighter around him and fiddling with the zipper. The cold had been refreshing at the beginning, but now it was biting at him, freezing his fingers and turning his nose a bright, Rudolph red. The water from the freshly made puddles on the street seeping into his sneakers, causing his shoes to make a gross squelching noise as he walked. His backpack holding his meagre amount of belongings was starting to pull down on his shoulders, Peter hefting it up every once in a while to find some relief. 

The puddles were lining the street, shimmering from the glow of the streetlights. Peter could see his reflection in them. Kneeling down he poked at the puddle causing the reflection to ripple. Peter smiled. He looked like a normal kid. He could be a normal kid out here. Not a scared kid from a foster home. Not one of Mr. Westcott’s charges. 

A car horn blaring startled Peter from his thoughts. His head jerked up to see a pair of headlights coming straight at him. Peter froze. He knew the car wouldn’t be able to stop in time. He knew it would hit him if he didn’t move, but he couldn’t. His legs wouldn’t move, he froze. 

“Peter!” 

Peter felt a hand grab hold of his backpack and haul him out of the road, falling to the ground on the sidewalk as the car sped by, splashing him and his rescuer with muddy puddle water. Peter wiped the water from his eyes and looked back, breathing heavily, to see Harley doing the same. Peter took Harley’s offered hand to stand up.

“You need to be more careful Pete.” Harley grabbed the zipper of Peter’s coat and zipped it up, then tugged his bag back up on his shoulders, adjusting the straps from where they slipped down. 

Peter gulped and nodded, shuffling closer to Harley’s side and grabbing the strap of his bag. That was way too close. 

Needless to say, Peter made sure to look both ways before crossing the road after that.

-

“Harley, are we lost?” 

“No.”

“Are you sure?”

“…no.” 

Peter groaned, pulling Harley to a stop by tugging on his backpack strap. He still hadn’t released it since the ‘almost getting ran over’ fiasco. “I’m tired, when are we gonna stop?” Harley sighed, taking in the unfamiliar surroundings of the street they were currently on. 

“We’ll stop once we find somewhere to stay for the night.” Harley said. He turned around to check on Peter, the other’s shivering having gotten progressively worse in the hours they’ve been walking. Harley knows they need to stop soon, that Peter’s smaller-than-average body can’t handle much more, but he needs to keep him safe. That’s his priority. Harley drops his bag, tugging off his jacket and holding it out to Peter. Peter frowned in confusion. “Put it on.”

Peter shakes his head. “You’ll get cold,” he protested weakly. Harley rolled his eyes and tugged at Peter’s bag until it fell off his back, then laid his coat over Peter’s shivering frame.“I’ll be fine.” Harley hauled his bag onto his shoulders, then picked up Peter’s. “‘Sides, you're smaller, you’ve got less body heat.” Peter smiled and mumbled ‘thank you’ as he slid his arms into Harley’s larger jacket, zipping it up over his own. He could already feel the extra warmth from the new layer. 

They walked for a little while longer before Peter had to stop. “Harley, can we please stop?” Harley turned to Peter, ready to explain all of the reasons that that was a bad idea, but stopped. Peter looked dead on his feet. His shoulders slumped, eyes drooping, his legs looking like they were going to crumble right under him. 

Harley sighed. “Sit here. There might be a directory over there somewhere. I’ll go look and come right back for you, okay? Don’t move.” 

Peter nodded, plopping down on the sidewalk with a breath of relief. He grabbed his backpack back from Harley and set it by his feet.

As Harley walked off, Peter pulled his knees into his chest, hugging them tightly to try and stay warm. Peter knew this whole ‘running away’ thing would be hard, but it had barely been five hours and he already just wanted to crawl into a warm bed. 

Peter jerked as a loud smash came from the other end of the street, followed by a laugh. There was a building a few blocks down, and it seemed to be the only sign of life on the entire street. Light poured from the open door in flashing colours, accompanied by music and laughter. There were a few people milling about outside. Peter could see someone stumbling and pointing at another person on the ground under a broken window, which must’ve been the source of the smash he heard. 

Maybe they can give us some directions, Peter thought. He looked back at the direction Harley left in, then shrugged and stood up, approaching the building. Yes, Peter was breaking Harley’s strict instruction, but these people might be able to help them.

A woman noticed him first. She walked towards him. She was very tall and she walked strange, slow and swaying like a cat. She was scantily clad, but what she didn't wear in clothes she seemed to be trying to make up for with makeup.

She stopped in front of Peter, inhaled around a cigarette and then perched it between too-long, polished nails. She stooped down to look at him.

"What's a sweet little thing like you doin' all alone out here?"

Tendrils of smoke curled from her red lips as she spoke. Peter wrinkled his nose at the harsh smell of her breath and took a step back, tugging on his sleeve.

"Are you lost, darlin'?" The woman batted her eyelashes at him.

"Y-yes," Peter said, "I was hoping maybe you- you could give me some directions?"

She trailed a finger down his cheek and Peter shivered, not all from the cold. This lady reminded him of Mr. Westcott, and that was a bad sign.

"Poor thing, all alone out here. Why don't you come inside, sweetie?"

"I- um, no thank you," Peter stammered, "I mean. Um. I'm fine. Thanks."

"Oh, but a little kitten like you shouldn't be out in the cold all alone. Come inside."

Did this lady not know the meaning of no thank you? Before Peter could protest again, he felt a hand on his shoulder. This hand was comforting, and familiar. 

"He's not alone," came Harley's voice from behind him, and Peter relaxed. As long as Harley was there, he would be ok. Harley tugged him back gently, situating Peter behind him.

“So the kitten’s got a friend with claws,” the lady drawled. Peter scrunched up the fabric of Harley’s jacket in his hands.

"We're leaving now, thank you," Harley clipped. He took Peter's hand from his coat and steered him away. 

Once they were out of earshot and Harley had made sure they weren't being followed, he tugged on Peter’s hand, pulling him to a halt. ”What was the one thing I told you not to do?"

Peter hesitated. "Move."

"And what did you do?"

"I moved." Peter's shoulders slumped. Harley let out a breath, then threw an arm over Peter’s shoulders. 

“Come on, I think I found an abandoned complex we can stay the night in.” Peter smiled up at Harley with a nod. 

“Thanks Harley.” Peter said sincerely. 

“No problem.” Peter shook his head and nudged his elbow into Harley’s side.

“No, I mean thank you, for keeping me safe. That lady really gave me the creeps.” Harley snorted and ruffled Peter’s hair. 

“Of course, Pete.”

-

"I remember this place," Harley said wistfully. His face softened for a moment, but it was gone so quickly that Peter wondered if he imagined it.

They’re standing outside a corner store, built into the walls of the city like patchwork. It's been well taken care of, but it's an old building, and the windows are stained and the neon sign above flickers. 

"We all came here once," Harley explained when he saw Peter looking at him curiously, "me, Ross, Adam, and Miles. Skip took us here and we all got sandwiches. It was my birthday. That was before things got...bad."

A burly man appeared in the windows and switched the open sign to closed.

"That's our cue," Harley muttered.

They make their way to the alley out back just in time to see the back door close. Peter reached for the sliver of light, the warmth that streams out, until it disappears. He missed being inside.

"Come on," Harley nudged him.

They open the bin where today's leftovers had just been dumped. It had been almost a week since they ran from Mr. Westcott, and the food they brought ran out days ago. Since then they’ve discovered that nobody likes to hand out food for free, unless it's in a dumpster.

Peter tried not to think about how gross it is. They're getting desperate now, and Peter is hungry, so it's not too hard. Being hungry hurts, and Peter doesn't like it. 

"Keeping up the birthday tradition," Harley said sourly, munching on sandwich crusts. 

"Today's your birthday?" Peter asked.

"Tomorrow," Harley shrugged, "but whatever. It's not like it matters.”

Peter looked down at his own dumpster bread. Harley didn’t open up a lot when it came to taking about his past, especially the stuff that happen in Mr. Westcott’s home. But when he did, it made Peter consider Harley. Was he always so closed off? Was he always so brash? Sure, he didn’t really behave that way towards Peter anymore, but anyone else, he acted way older than fifteen years. 

He felt kind of bad honestly. Harley not only had to take care of himself on the streets, but now he had to watch over Peter. And by the sounds of things, Harley’s life didn’t seem too bad before Peter was dropped off on Mr. Westcott’s front step and screwed everything up. 

Glancing back up at Harley who was leaning over the dumpster again, only coming up empty with a disgruntled look, Peter decided he would make up for ruining Harley’s life. 

Even if it meant starting small.

-

“Get back here, punk!”

Peter gasped, dodging the meaty hands of the sandwich shop owner that reached towards him, twisting out of the way and making a run for it out of the back door of the bodega. He jumped over the lazy cat sleeping on the back steps, and slammed into the other side of the alley. His breath was knocked out of him. Peter looked back, yelping as he saw the burly owner coming straight for him. 

Pulling away from the wall, gummy worms bag crushed in his hand, Peter ran to the mouth of the alley and turned left, running as fast as his little legs could take him. Peter shrieked as he felt a hand tuck out from the next alley he was passing, grabbing his arm and hauling him into the dark. A hand was placed over his mouth as his back was pressed to someones chest. He struggled for a second, only stopping when he heard Harley’s voice softly shush him.

The two boys stood still as the angry shop owner ran past them, shouting expletives as he went. Peter was wheezing, trying to get a breath in when he felt Harley’s hand uncover his mouth, only for the mouthpiece of his inhaler to be shoved in place instead. Harley pressed the button and Peter took a deep breath in, holding it, then letting it out when his inhaler was removed. 

“What did I say about stealing, Pete?” Peter pulled away from Harley’s chest, turning around and leaning against the opposite brick wall, crossing his arms with a huff. Harley looked at the hand holding the pack of gummy worms and sighed, shaking his head. “Pete…”

“Don’t ‘Pete’ me. You do the same thing! You steal from shops all the time.”

“Yeah, but it’s different. I’m older, and I know how to not get caught.” Harley flicked his forehead then turned, walking further down the alley. “I can’t believe you almost got yourself caught over a bag of gummy worms.” 

Peter frowned, looking between the bag and Harley’s retreating form. “I got them for you.”  
Harley stopped, turning back to Peter. “What?” Peter walked forward, giving him a shy smile and holding out the bag of gummy worms. 

“You said yesterday that today was your birthday so… happy birthday Harls.” Harley looked at the bag silently. He couldn’t believe this kid. Harley shook his head with a disbelieving laugh, pulling Peter into a hug. 

“You’re unbelievable.” Peter looked up with a cheeky grin. Harley scoffed, pushing his hand at Peter’s face and shoving him away. “Come on, let’s get going.”  
Leaving the alley, Harley pulled open the bag of gummy worms and offered it to Peter. Peter’s eyes lit up as he grab one, stuffing it in his mouth and humming appreciatively. He hasn’t had candy in so long. Harley chuckled and took one himself. 

“Consider that your payment for that little stunt. And hey,” Harley poked Peter in the shoulder, “I’m serious, no more stealing. Leave it to me, ‘kay?” Peter smiled innocently and nodded, discreetly grabbing another gummy, laughing when Harley shoved him gently into the window of a TV shop.

Harley’s laughing cut out abruptly, looking over Peter’s shoulder at the window. Peter frowned and turned around to look as well, only to be met with his face staring back at him, Harley’s picture next to it. Above the photos in bold lettering was the word MISSING.

Peter backed up from the window next to Harley’s side. The screen was cut in half, the newscaster on one side, and Mr. Westcott on the other, looking distraught. But Peter could tell it was fake, just a charade. Of course Mr. Westcott would report them missing. He wouldn’t let something like this ruin his reputation. 

Harley noticed a couple bystanders looking from the screen to them, seeing the recognition in their eyes. A couple was pointing at them, whispers of ‘are those the missing kids?’, and ‘someone call the police’, someone put their phone to their ear, another taking a picture of them. 

“Come on Pete, we gotta go. Now.” Grabbing Peter’s hand, Harley started to speed walk away from the store. 

“Hey kid! Wait!” Harley turned to see a man holding up his phone, taking a video. “That’s you on the news, isn’t it?” Harley moved back as more people pulled out their cameras. He felt Peter tug on his sleeve. “Harley,” Peter hissed, “what do we do?” 

Harley turned and grabbed his hand. “Run.” 

The two bolted down the street and ran across the road, ignoring the horns honking and shouts from pedestrians behind them. Peter pulled on the hand currently gripped by Harley. 

“Where are we going? What do we do?” Peter huffed. Harley’s head swung, looking in every direction. 

Harley tugged Peter so he was running in front of him, cringing as he heard the sound of police sirens in the distance.  
“Just, get to the bridge. We can hide out by one of the warehouses along the bank,” He huffed. “And don’t get caught.”

The two kept running, dodging into alley’s when the sounds of police sirens got a little too close for comfort, until they eventually made it to the edge of Queens, the bridge over to Manhattan in sight. Peter’s legs gave out, leaving him to drop to the ground, breathing shakily. Harley pulled out his inhaler and shoved it in his hands, but Peter pushed it back. 

“I-I’m fine, just, give me a sec.” Harley nodded, rubbing a hand over Peter’s upper back. 

It was silent for a few agonizing minutes, Peter and Harley just now realizing the ramifications of what had happened. 

“Harley, I don’t want to go back to Mr. Westcott.” Peter whimpered. Harley grimaced, tucking Peter into his side. He looked out at Manhattan, the feeling of being overwhelmed and so laughably unprepared for this hitting him like a wave in a storm. They couldn’t go back to Mr. Westcott. They couldn’t go back into the system because they would probably be separated, and they couldn’t go to the police. The police would just send them right back to Mr. Westcott. All of these people that Harley and Peter were just supposed to trust would put them in even more danger. 

But looking down at Peter, seeing him shivering from the cold, and eyes panicky and scared, Harley knew he had to think of something. 

“Let’s just, get out of Queens.” Harley said. “At least if we’re in Manhattan, there’s less of a chance of anyone finding us and bringing us back.” Peter’s shaking grew, his head shifting back and forth. His breathing was picking up.

“We-we can’t just leave!” Harley’s brows raised, surprise evident on his face. 

“Peter what-“

“Harley we can’t leave Queen’s. I-I’ve never- I don’t-“ Oh, Harley thought, that’s what this is about. 

Peter didn’t want to leave Queens because he’s never known anything else.

“Peter, hey.” Harley ducked, meeting Peter’s eyes and smiling, wiping the stray tears that fell from his cheeks. “Do you trust me?” Peter frowned.  
“What?”

“Do you trust me?” Harley repeated.  
“Of course.” Harley smiled and stood, holding out his hand to Peter and wiggling his fingers. After a minute of hesitation, Peter grabbed his hand and stood, rubbing his nose with his sleeve and sniffing. 

“Let’s go.”

**Notes for the Chapter:**

> didya like it? Part 3 will be the last part, hopefully I will get it finished soon!  
Thank you so much for all your kind words! Every comment motivated me to get this chapter written and posted, so thank you <3
> 
> Also: Huge thank you too my bff @lazyfox411 for coming up with the bar scene. She made an amazing addition to the story, AND cured my writers block!
> 
> Follow me on tumblr: spiderling-the-meme


	3. Part 3: Norman Osborn

**Summary for the Chapter:**

> “Please don’t send us back!” Peter said, his voice shrill with panic.
> 
> “Peter!” Harley hissed. The both looked back at Norman as he chuckled and shook his head. 
> 
> “Send you back? Why would I send you back?” He stood from his chair, circling to the front of the desk and leaning back, arms crossed. Harley frowned, looking up in confusion. 
> 
> “You… what? You're not sending us back?” Peter joined Harley's confused look and frowned up at Norman. 
> 
> “This is a prime opportunity for you two and me. I will not let it go to waste.”

**Notes for the Chapter:**

> This took FOREVER to write, but this is one of my favourite chapters. I can also definitely say this would not have been up by now if it weren't for my best friend and awesome beta reader @lazyfox411. She incorporated some of her own ideas in this, and helped me write some parts when my writers block was the worst. 
> 
> I hope you all enjoy this long overdue chapter!

“First things first, shelter.” Harley said as they stepped off of the walkway on the bridge. The sun had just started to set when they began the trek across the bridge, but it was far from dark out with all of the lights from the city. “Shouldn’t be too hard…” Peter frowned and twisted his fingers in his sweater sleeves.

“Harley, have you ever been to Manhattan?” 

“Um, no.”

“Great, so you have no idea what you’re doing.” Harley smacked Peter’s arm, then grabbed his hand and tugged him forward. Manhattan was very different from the little borough Peter grew up in, and the complete opposite from Harley’s old home in Rose Hill. The roads were overflowing with cars, people were _everywhere_, and it was so bright. There were lights shining from lampposts, buildings, cars, everything was so damn _bright_. Peter squinted as one car drove by, having left their high beams on and blinded him briefly. However, even with all the people and everything, it was relatively underwhelming for a kid who dreamed about going to Manhattan and meeting his favourite heroes who were based in the city. “Manhattan is not as cool as it looked on TV.” 

Harley snorted and started down one of the side roads, leading to the outskirts of the city. “What did you expect for it to look like?” 

“I don’t know, kind of hoped we’d at least see one superhero somewhere.” Harley spun around and smiled at Peter. 

“You just want to meet Iron Man.” Harley mocked, putting up an arm to make Iron Man’s signature pose. Peter laughed and smacked his hand away. 

“You don’t?” Peter asked.

Harley shrugged, “Well yeah, but I wouldn’t let your hopes get too high, chances are he’s not as cool as you think.” Peter’s nose scrunched up in indignation. 

He had always had dreams of Iron Man coming to save him, rescue him from the nightmare losing your family and being put into foster care was. He always hoped that maybe, he could be the one in a million that _the_ Tony Stark would notice just enough to give a damn. He was always saving other people… maybe one day that could be him and Harley.

“Hey, you okay?” Peter looked up, noticing the infliction in Harley’s voice showing concern. Peter smiled reassuringly and nodded. 

Yeah, that was a dream that would never become reality.

They walked for a while, finally coming up on a large fenced in area, relatively far from the busiest parts of the city. Looking in through the holes in the fence, they could tell it was some sort of depot. It must’ve been all for one company, because there was a reoccurring ‘O’ logo on most of the scraps in there. 

“This looks promising,” Harley muttered, “come on, let’s try to find an opening in the fence.” Running his hands along the metal, Harley started making his way down along the fence. Peter hurried to follow after him, looking warily around him and rubbing his sweater covered arms. The empty street was dark and gave of a menacing presence, and if Peter let his imagination run enough, he could almost see lurking figures in the shadows of neighbouring buildings.

“Are you sure we’ll be safe here?” Peter said. Harley paused and looked at Peter. His hands were covered by his oversized zip up, the hood had been pulled up over his head, with the smallest bit of curl poking out, and his bottom lip was swollen from worrying it between his teeth. Harley pursed his lips. He knew Peter was scared, he knew their options were limited. But this was a fenced off area, a dump that people most likely won't be visiting often, and Harley needed to keep Peter safe. 

Peter was one of the last good things he has, and he isn’t planning on letting him slip away like everything else. 

“It’s fine, no one will find us here.” Harley smiled reassuringly and waved his hand. “Come on, let's find somewhere to sleep. I don’t know about you, but I’m exhausted.” 

On cue, Peter yawned loudly, blushing when Harley jokingly cooed at him. “Oh, shut up.”

They walked along the fence for a little while longer, then finally came across a rip in the wire. Harley grabbed onto the wire and tugged it to the side to make the opening bigger, hissing as the rough edge cut harshly into his palm. He jerked his hand back and looked at the damage, a sharp line of red beading on his palm. He groaned and pulled his sweater over his hand, gripping the cuff in a fist to stem the bleeding. 

“You okay?” Peter looked over his shoulder as Harley fidgeted with his sleeve. 

“I’m fine, just a scratch.” He smiled at Peter, who gave a lopsided smile back.

“We have the worst luck, I’ve decided,” Peter joked, tugging on the zipper of Harley’s backpack to grab the bandages tucked in the bottom. 

“You’ve just decided this now?” Harley said, turning around and holding out his hand, palm up, for Peter to wrap. “Pfft, as soon as you were almost run over by a car I knew this wasn’t going to be easy.” He tugged on one of Peter’s curls that poked out from under the hood while his head was bent, his tongue stuck out in concentration as he wrapped the bandage over Harley’s palm. 

Peter glanced up at Harley, noticing the dark bags under his eyes and his messy hair. His self-doubt crept in involuntarily. “I’m sorry I haven’t made this very easy on us, I know you’d probably be doing a whole lot better with this running away thing without-“ 

“Hey,” Harley cut in, “I’m glad you’re here with me. There’s no one else I’d rather be running around the city with then a 12-year-old smart ass who doesn’t know what self preservation is.” Peter chuckled, tugging on his hood to pull it a little lower. Harley rolled his eyes fondly and pushed the hood down to ruffle his crazy curls with his non bandaged hand. “You know why?” Peter met his gaze and Harley bumped their foreheads together. “Cause you're my brother, and we gotta stick together if we wanna grow old and laugh about this when we inevitably get our lives figured out. It's gonna be rough for a while,”

“But at least we’re doing it together.” Peter grinned. Harley smiled and pulled his head back, bringing his fist up. Peter laughed and fist bumped Harley. 

“We always will.” Harley turned back to the fence, and carefully pulled back the wire, nudging Peter to go first. “But first, we need to sleep.” 

Once inside the fence, they picked their way through scrap metal, wood, and tools strewn haphazardly about the site. It was eerie, the whole thing. They could just barely make out the sounds of sirens blaring in the distance, and creaks from the boats just off the docks, rocking in the waves made by the wind. 

"Over here," Harley said, guiding Peter towards a gap between two large shipping containers. On the other side was a stack of huge cement pipes, big enough for them both to fit and sit up in. "This should be good protection from the wind. What do you think?"

Peter crawled into the pipe, and surveyed the area critically, or as critically as a kid can manage without looking completely adorable. Harley snickered as he watched Peter nod and smile, content. Harley smiled back and crawled in after him.

Harley was somewhat right, it did provide some shelter from the elements. The wind was minimal, and the rain, when it inevitably came, rolled off the pipe over their heads. It was still cold, though. Harley grabbed at Peter’s backpack, unzipping it and pulling out the blanket that was stowed there, unfolding it and shaking it out. He waved his hand to get Peter to come closer, and wrapped an arm around his shoulders and tugged him the rest of the way when he was in reach. The blanket was readjusted to cover both of them, however, Harley tugged a little more from his side over to tuck some of the warm fleece under Peter to go in between him and the concrete. 

“Comfy?” Harley chuckled, and Peter hummed, shifting to get closer to Harley. He turned on his side and threw an arm over Harley’s chest, his head resting on his brother’s arm. Harley just shook his head and turned further on his side to cuddle closer.

"G'night, Harley," Peter mumbled sleepily, nuzzling his face into Harley's shoulder, reminding him of that first night they'd spent together in Skip's house. God, that seemed like a lifetime away now. 

Harley shuddered, glad to be rid of the place. "Goodnight, Peter."

All he got in reply was soft snoring. Poor kid must be exhausted, Harley thought. He knew he sure was. He gently wrapped an arm around Peter, and got a mouthful of curly hair in return when Peter snuggled closer to him, desperate for warmth.

The rain had slowed to something that pattered against their cement roof instead of a thunderous, raging, pulse. It bounced off the pavement, catching the light of a nearby streetlight and dancing into puddles. Harley watched it, somewhere between dazed and mesmerized. He drifted off feeling the steady rise and fall of Peter's chest beside him, and listening to the long, shrill wail of a distant siren.

-

It was a noise that woke him. Or maybe just a feeling. Maybe it was nothing. Peter looked out at the sky. It was early, the time of morning where the sky switched from silky black to cottony shades of blue, and the stars started to fade but didn't disappear completely. The air was heavy with moisture and the ground was slick with water, but the rain had stopped.

"I'll take the East perimeter, you two go West."

Okay, it was definitely a noise that woke him. Boots crunched against gravel, and voices carried over to their sleeping spot. 

Peter sat up, the blanket that was covering him up to his shoulders slipping down to his lap. "Harley," He whispered, shaking him. "Harley!" 

"What?" Harley hissed, jerking awake. He reached a hand up and groggily rubbed the sleep from his face.

"There's somebody here," Peter said, trying to keep his voice quiet as possible.

Harley's eyes narrowed and he leaned toward the opening of their pipe. He could just make out a black pair of expensive looking shoes, making their way towards their hidden location. Harley inhaled sharply, turning around and shoving at Peter to _move_, _move now_, because that guy was getting too close. 

Peter and Harley crawled on their hands and knees, the rough concrete digging into their palms and scuffing them. Reaching the end of the pipe, Peter crawled out onto the gravel, quickly followed by Harley, and both looked around the edge of the pipe to see three men in black suits and dark sunglasses. 

“What the hell? Did they send the Men In Black after us?” Harley hissed. Growling lowly, he stuck a hand back to grip Peter’s. “Come on, we need to get out of here.”

Before they could turn around to start running, a large, meaty hand grabbed Peter’s arm and jerked it behind his back uncomfortably, body falling back with the movement and separating him from Harley’s side. Peter yelped, trying to reach out to Harley who had twisted around at Peter’s movement, but his other arm joined the first and was pulled back too. Peter tilted his head up to see a fourth man in a black suit and sunglasses holding him. Pete froze in pure fear, throat seizing painfully as he tried to breathe through the terror. 

“Hey! Let him go!” Harley exclaimed. The commotion caused the other men in black to find them easily. They moved quickly, positioning themselves surrounding the boys, Peter still being held in the man’s tight grip. Harley glanced back and glared at the others, before turning back to Peter. 

“You two are trespassing on private property,” the man holding Peter stated. Peter tried shifting a little, trying to ease the pain in his shoulders, but the man only tightened his grip further. Peter gasped in pain. Harley saw red.   
  


“Okay. Sorry. Give him back.” Harley jerked forward but was stopped in his advances by one of the men behind him grabbing his wrist and twisting it to his shoulder blade. “Ow! Hey!” 

“Mr. Osborn is not going to be pleased a couple of rugrats are using his depot as a playground.” 

Harley bristled. “We aren’t rugra- wait. Osborn?” Harley’s eyes widened and he looked at Peter to see him come to the same conclusion. 

“Osborn… like, Norman Osborn?” Peter asked sheepishly. The men all chuckled, shaking their heads. 

“You’re coming with us, kids.”

-

The elevator doors opened with a soft _hiss. _Peter took in his surroundings with wide eyes, noticing Harley doing the same next to him. A harsh nudge from the men in black suits pushed them further into the room.

They didn’t fit in here. Their ratty clothes and messy hair didn’t belong in a pristine, cookie cutter office like Mr. Osborn’s. The high roof and floor to ceiling windows facing the city skyline screamed wealth, the multiple dark leather couches must have been for show because they looked far from comfortable, and the dark walls that closed off the room caused the warm lights in the low hanging chandelier to give off a dark and gloomy hue to the room. 

Standing in front of the tall windows was none other than Norman Osborn.

The elevator dinged quietly, and Peter and Harley twisted just in time to see the doors shut with the men in black suits still in the elevator. They were officially alone with one of the most powerful men in New York. 

“So, what are a couple of kids like you doing trespassing on private property, alone?” Norman said. He gave off an uninterested persona, his hands tucked in his pockets, his eyes never straying from the skyline in front of him even as he spoke. 

Peter looked at Harley, his shoulders tucked up as if to make himself smaller, cowering from the older man and shifting further behind Harley. Harley took a deep breath to keep his voice level, and steeled himself. 

“What’s an old, rich man like you doing kidnapping a couple of innocent kids?” Harley heard Peter’s sharp intake of breath but he didn’t waver. He stared at Norman’s back, waiting for a sharp response back about his attitude, but it never came. 

Instead, he chuckled. 

It was a full body chuckle, his shoulders bouncing and head shaking and he slowly turned around to take in the two boys still standing by the elevator. “Quite the large amount of sass for such a small body,” Harley glared at the comment, lifting his chin a little as to appear taller, “come sit, you two look like you’ve had quite the adventure.” 

Shifting nervously, Peter and Harley slowly made their way to the couch placed in front of the dark oak desk Norman was seating himself at, resting his elbows on the wood and steepling his fingers. They sat on the dark brown leather, confirming their theory of the couches being just for looks. Peter shifted uncomfortably, gripping Harleys sleeve tightly and sitting so close their sides were flush together. 

“What are your names?” Norman asked. Harley blinked in surprise. That was not how he was expecting this conversation to start. 

“Harley… Harley Keener, and this is-“ Norman raised a hand, stopping Harley mid-sentence. 

“I think he can speak for himself, Mr. Keener, don’t you think?” Harley bristled, but nodded. He gripped Peter’s hand and squeezed reassuringly. 

Peter swallowed and averted his eyes from Norman. “P-Peter, sir, um. Peter Parker.” Norman smiled, then turned to his desktop monitor. 

“Harley Keener and Peter Parker…” Norman typed on his keyboard for a minute, then smirked and turned the screen towards the boys on the couch. Peter and Harley paled considerably. On the monitor, the news article from a few days ago with Mr. Westcott asking for help finding them. “Peter Parker, 12-years-old from Queens, New York. Harley Kenner, 15-years-old from Rose Hill, Tennessee.. both orphans and runaways from Westcott’s Home for Troubled Boys.” Norman clicked his tongue and stared down Peter and Harley. “Quite the adventure indeed.” 

“Please don’t send us back!” Peter said, his voice shrill with panic.

“Peter!” Harley hissed. The both looked back at Norman as he chuckled and shook his head. 

“Send you back? Why would I send you back?” He stood from his chair, circling to the front of the desk and leaning back, arms crossed. Harley frowned, looking up in confusion. 

“You… what? You're not sending us back?” Peter joined Harley's confused look and frowned up at Norman. 

“This is a prime opportunity for you two and me. I will not let it go to waste.” At the confused glances he received, Norman turned to his monitor and started typing once again. After a moment of haunted silence in the room, nothing but the clicking of keys on the keyboard, Norman leaned back and stepped to the side, revealing blueprints to something on the screen. 

“Do you know what _Project Spearmint _is?” Peter and Harley glanced at each other, then shook their heads at the man. Norman started pacing back towards his window, hands clasped behind his back. “Of course you don’t. It is a highly top secret project the Oscorp has designed. It was created to discover a way to combine human DNA and spider DNA to see if we could make the ultimate soldier, to create a spider army, if you will.” 

During the explanation, Peter was looking closely at the blueprints displayed on the monitor. Recognition hit him and he glanced up at Norman. “You mean like Captain America? You want to try to replicate the serum?” Norman smiled down at Peter. 

“Clever boy. But yes, that was the initial idea, however our spider army will be able to do so much more than what those inept children up in Avengers Tower can do now.” 

Harley stood up, moving towards the desk and turning the monitor showing the project details closer to him. “So, what does that have to do with us? You want us to, what, be your test subjects for this project?” 

“Test subjects sounds a little harsh, don’t you think? I prefer the term participant.” Norman drawled. He turned back to the boys, a leering smile on his face. “And seeing as how you two have no other place to go, this seems like quite the opportunity being placed in your small grubby hands, no?” 

Harley’s eyes narrowed, his brows furrowing in anger. “Um no, it’s not! We don’t want to be the first people you test some experimental project on… we don’t want you to test on us at all!”

“Well, that isn’t entirely true, you two being the firsts. We have had others, however, they didn’t… turn out as well as we had hoped. There were complications.” 

“Complications? What kind of complications?” Peter asked.

Norman shrugged indifferently, “Some of the participants weren’t able to handle the strain the serum took on their bodies. The procedure includes a high dose of radiation being directed to the very DNA chromosomes of the body. Survival of the fittest, I believe is the saying?”

“Survival of the fittest… they died?” Peter whispered in horror. “You're killing people to test some serum that doesn’t even work?” 

“The participants all complied to the agreements willingly and knew the risks.”Norman spoke slowly, as if speaking to toddlers. 

“So what if we don’t want to participate, what if we say no?” Harley said.

“Well, boys when an opportunity makes itself known,” the elevator doors opened again and the men in the black suits were back, however there were more than the two that escorted them up before, “you take it.” With a waving hand gesture, the men filtered out of the elevator and surrounded Peter and Harley.

“You can’t force us to be your little guinea pigs. You have to let us go!” 

“And where are you going to go, Mr. Keener? You’re fifteen, an orphan, and by the looks of it you are way in over your head. No one will be looking for you, and you have nowhere to go. You are not really in a position to oppose me.” Harley’s eyes widened and he backed up into Peter as Norman stepped closer. The man leaned down to look him in the eyes, steely and unforgiving. “It would be in your best interest to do as I say, otherwise,” His gaze shifted to Peter and Peter froze, “you will not like the consequences.”

Norman pulled away and waved to his men, two of which stepped forward to grab Peter and Harley by their arms and tug them apart and into the elevator. “Get the boys settled in a cell, and prep the younger one for the procedure. Project Spearmint is ready to commence.”

Harley tugged against the hold of the man in the suit, trying to simultaneously get at both Norman and Peter, who was slowly coming to terms with everything that was happening. “You can’t do this! You can’t keep us as prisoners, you- get off me!” 

“Mr. Keener. I suggest you stop this nonsense and cooperate.” He nudged his chin up in Peter’s direction, to Peter who was currently getting cuffs latched onto his wrists and looked so close to tears it hurt Harley’s heart to see. “I would assume you don’t want anything worse to happen to your friend there.”

“He’s my brother. And you’re a monster.” Harley snarled, jerking one of his arms defiantly. 

Norman smirked then paced over to Peter, who was looking down at the ground with tears falling from his eyes silently. The man placed a finger under Peter’s chin and lifted his head so he was looking directly at Harley. “Your brother, hmm? Well, it seems like your older brother has failed you gravely, Mr. Parker.” Jerking his finger away from Peter’s chin, Peter’s head fell forward with a sob. “I’ve changed my mind. Separate cells. Mr. Keener can see his dear brother _after_ the procedure.” 

Harley’s eyes widened, tears springing up unbidden in horror. “No, please..” He whispered. 

Norman turned his back on the two crying kids, his hands once again folded behind his back as he strode back to his desk. “See to it that Mr. Parker is ready for the procedure as soon as possible,” He turned to stare Harley in the eye, unwavering.

“Project Spearmint has been on hold long enough.”

**Notes for the Chapter:**

> I hope this was worth the long wait! Thank you to everyone who has been commenting, and for all of the kudos. It really means the world to me. <3 
> 
> Also, I did have this at ending at 3 Chapters... but I got more ideas... stay tuned. 
> 
> Follow me on tumblr @spiderling-the-meme


	4. Part 4: "You're Iron Man"

**Summary for the Chapter:**

> Harley fell backwards onto the floor. The man staggered, but didn't fall. He huffed and brushed off his suit, saying, “Norman, I came here expecting a conference, not a daycare.”
> 
> Harley stared up at him in awe. He recognized the man, his hair, his voice, his goatee, from the countless times he had seen him on TV. You’ll be like a superhero.
> 
> “You’re Iron Man,” Harley said breathlessly.
> 
> Tony Stark looked pleased at being recognized. “Smart young man. Wー”
> 
> Norman Osborn's booming voice cut him off. “You,” he shouted at Harley, “you’re supposed to be locked up!” 
> 
> Tony looked between them both, confused and concerned. “Am I interrupting something, or?”
> 
> Osborn made a grab at Harley’s arm, but Tony firmly planted his feet to stand in front of him, pulling Harley behind him. “What’s going on here, Norman?”

**Notes for the Chapter:**

> This is it. This is the end. 
> 
> This fic has been my baby for over a year, and seeing it come to end is so bittersweet. I feel like I've grown a lot as a writer throughout writing this fic, and I'm proud of myself. 
> 
> That being said, I have added @lazyfox411 as a co-creator for this story because if it weren't for her, this chapter would either not exist for another little while, or it simply wouldn't be as fantastic. We worked together throughout this whole process to try and bring this fic to life, and I think we did okay <3
> 
> So, I hope you all love this chapter as much as I do, and enjoy the ending of my first ever multi-chaptered fic.

Tony Stark did not like board meetings.

It was just a well known fact that he _despised_ them. They were the adult version of a kid’s rainy day. Dreary, cold, _boring_. And yet, there he was, wasting away in a conference room when he could’ve been spending his Friday afternoon relaxing in the pool or even sitting down to watch some stupid reality TV show. However, being both the face and name of the company and unable to say no to the love of his life, his beautiful, redheaded CEO, all leisure activity was put on hold for the afternoon in favour of having a dry, boring and bland meeting with equally dry, boring and bland people. 

“Tony? _Tony._” Pepper’s piercing_ I-thought-I-told-you-to-pay-attention_ look snapped him back into the reality of the meeting room. 

“Hm?” Tony spun his chair away from the window where he’d been watching a flock of pigeons fight over a sandwich crust several stories below. “Yes, dear?”

Pepper gave him a withering look and gestured to the man sitting next to her at the long table.

The man pushed his glasses farther up his face, only for them to slide back down, perching precariously on the edge of his nose. He straightened an already straight stack of papers on the table in front of him, clearing his throat. _Clearly this dude was the life of every party_, Tony thought sarcastically.

Tony opted to greet him warmly. Charm went a long way with the press, but in the conference room, it was better to take a more personable approach. “Ah, Randy!”

“Rodney,” the man corrected him. 

“Of course. How’s the wife?” Tony tried again.

“She left me last year.”

Tony winced, and Pepper intervened before he had the chance to make it any worse, to the relief of all the other investors and executives at the table. “Rodney is here to give us the latest updates from Oscorp. They made headlines today. Please, continue.”

Randy—_Rodney_, Tony corrected himself—cleared his throat again like a horse hacking up a spitball, and Tony was reminded of exactly why he hated inviting the guy to meetings.

“As you all know,” Rodney droned, monotone, “Oscorp Industries is currently our number one competitor. Today, Norman Osborn publicly announced the launch of his latest work, Project Spearmint.”

“I’m sorry,” Tony interrupted, “but you’re gonna have to repeat that, because there’s no way you just told me Norman named it Spearmint.”

The looks he received from the rest of the table proved he did not mishear.

“Spearmint? Like, the gum flavour? You’re kidding me.”

Rodney had probably never made a joke in his entire miserable life. Without missing a beat, he continued, “It’s a multimillion dollar project, dedicated to genetics and cancer research. Osborn’s own son was just diagnosed with lung cancer. He’s putting all he has into this.”

Tony vaguely remembered meeting Norman’s young son at some function or other. Harry, his name was. Or maybe it was Henry. Tony’s never been good with names. Good kid, though. Smart.

Once they plowed through the important topics, the rest of the meeting was smooth sailing. For Tony, it couldn’t be over fast enough. He practically jumped out of his seat when it was over.

Pepper apparently wasn’t finished with important discussions, though. Instead of heading back to her office like she usually would after a meeting, she followed Tony to the elevator, heels clicking on the polished floor. 

“To what do I owe the pleasure?” Tony asked, hitting the button for their top floor penthouse. 

Pepper allowed him to wrap an arm around her, but that didn’t distract her from what she wanted to talk about. 

“The genetics research,” she started, “I was thinking.” 

“That it’s a stupid name? Because it is.”

She didn’t deny it, but she didn’t grant him a response either. “I was thinking,” she followed him out of the elevator and towards the kitchen, “that it would be a good idea if Stark Industries did some of their own.”

“You want to copy Oscorp?”

“Not copy,” she sighed. “But it’s a growing field, and if Oscorp becomes too big of a contender, then we’re out of the race.”

Tony pulled a pair of wine glasses out of the cabinet and searched around the fridge for something to fill them with. 

“Fine,” he said, “but if Norman is naming his projects after flavours, then I want mine to be called Tutti Frutti.”

Pepper chuckled as he filled her glass. “Absolutely not.”

“We can discuss it at the next meeting,” Tony decided.

“Surely you must have a better idea than that.”

Tony grinned. “I think Peppermint has a nice ring to it.” 

"Of course you do.” Pepper rolled her eyes fondly. 

“I do have another idea,” he said teasingly, grinning at her over the brim of his glass.

“And what would that be, Mr. Genius Playboy Philanthropist?” Pepper smiled back, leaning towards him.

“You. Me. Wine. And no more work talk for the rest of the weekend.”

“Now that one I don’t need a meeting to decide on.”

-

Harley tilted his head back against the polished wall and stared up at the ceiling. It was all white; the floor, the walls, the lights. The only thing in the room–the _cell_–was a small cot. It was white, too. Harley wouldn’t sit on it. He refused. He was not taking anything Oscorp offered. So the floor it was.

His knuckles were bruised from pounding on the door, throat hoarse from screaming. It was stupid, in vain, but panic took over. He fought, called for Peter, cursed and spit at his captors, and hadn’t stopped even when they’d shoved him in a cell and left without a word. The door was locked from the outside, impossible to break, his hands didn’t so much as dent the thing. Harley glared at it from his seat on the floor, at the little window where they’d sneered at him before walking away like he didn’t matter any more than a wad of gum on the sidewalk. 

Restlessly, he stood again, and started pacing. _Think. There has to be a way out. There has to._

Harley peered out of the little window into the empty hallway. The white was blinding, shining like it was squeaky clean, even though it had to be the dirtiest place he’s ever been. A growl rose in the back of his throat.

_No. Stay calm. _He took a breath. Thinking of all the times in Skip’s house he had fought to keep a level head. Sometimes he had succeeded. Sometimes he hadn’t. This time, he didn’t have a choice. Peter’s life was depending on it. 

He looked around at the room more carefully. There was something shiny bolted to the ceiling above the door. A camera. 

“You can’t get away with this,” he said to it, not even sure if anyone could hear him. “You have to give me my brother back. And if you hurt him, you’re gonna be in big trouble. Somebody will find out. The police are looking for us.”

There was no reply, and yet he could hear a voice in the back of his head saying ‘_Too bad they won’t find you._’

-

“Stop! Let me go!” Peter shrieked, kicking his feet at the men dragging him down the hall. Their grip never loosened. “I said, _let me go!” _He jerked his head to the side and sank his teeth into the nearest hand gripping his arm. The hand released, and it gave him just a second to break free. He took it, sprinting down the hall. 

“Ow! The little shit bit me!”

“He’s getting away! Grab him!”

Peter pumped his legs as fast as they would go, breath ragged. He wanted to scream for help, but it was all he could do to suck air into his lungs for running. 

He skidded around the corner, shoes sliding on the glossy floors. He slipped, crashing to the ground, and it was over. They were on top of him in an instant, grabbing him and yanking him back upright. A hand slapped him, his head snapping to the side on impact. Peter could feel the pain radiating from his cheek and knew he’d have a red mark there. 

“Bite me again, kid, I dare you.”

Peter glared at him, but kept his mouth shut. 

They secured him, and continued down the hall. Peter dragged his feet. He didn’t want to get hit again, still reeling from being tackled to the floor, but he also didn’t want to go wherever they’re taking him.

“Where are we going?” he asked out of breath.

One of the guards smirked. “Osborn’s got you scheduled for the first trials, kid. And you better do good, ‘cause I want my paycheque.”

They dragged him into a room. In the centre, there was a chair, like the one Peter always had to sit in when he went to the dentist’s office. Equipment hung from the ceiling, tables with trays of sterile silver instruments lined the walls. _What is this place? _Peter wondered. 

They tugged him onto the chair, fastened the leather straps around his wrists and ankles, then left him alone. Peter pulled against the restraints, but it was no use. 

He jumped when the door opened. A man in a lab coat entered carrying a clipboard.

“Alright Mr. Parker, let's get started, shall we?” He said. It was posed like a question, but Peter knew it was just a formality. There was no question about what they were planning to do to him.

“Please, don’t do this.” Peter pleaded as the doctor guy came closer, syringe in hand. He was too young to die, and that’s most likely what would happen if he was injected with whatever the hell that stuff was. 

“Mr. Parker, if this works, you will be living proof of a medical miracle. This should be a privilege to be a part of.” The doctor reprimanded. 

“I don’t want to though!” Peter cried out. In lieu of response, the doctor simply grabbed Peter’s chin, inserting the needle none too gently in Peter’s neck and injecting the contents of the syringe. Peter yelped, his struggles slowly weakening as the serum took hold. 

The last thing he was aware of was the doctor pulling out a jar containing an unnatural looking spider, then everything went dark.

-

Harley wasn’t sure how long it had been since they’d taken Peter, but it felt like hours. The adrenaline had worn off and was replaced with a tight knot of anxiety in Harley’s stomach. He gave up trying to break out by force, his knuckles and shoulders aching from the attempts. Instead he sat cross-legged on the floor against the wall, stewing in silence. 

It was obvious the only way he was getting out was the same way he was thrown in. No matter how many times he slammed his body weight against the heavy metal door, it wasn’t going to open for him. It would have to open again at some point though. They would need to feed him and give him water if they wanted him alive, right? Maybe then would be his chance to escape, make a run for it when they opened the door next. Harley catalogued that idea in the folder in his brain marked Get-the-Hell-Out-of-Here, right next to faking his death and hoping they would care enough to remove his body. Both seemed like stupid and unreliable plans, but they were plans nonetheless, and Harley worked well with plans. 

He stuffed his hands in the pockets of his sweater and took inventory again, as if the contents would change from the last time he checked, five minutes ago. They didn’t, obviously. He still only had an old detention slip from school, some lint, a few loose arcade tokens, and Peter’s inhaler. The only thing potentially useful for his escape was the inhaler. If he could manage to spray it directly into a guard’s eyes or something, that would give him some time to run.

Harley sighed, picking at the bandage Peter had wrapped around his palm what feels like a lifetime ago but was only last night. Who was he kidding. This was hopeless. Some big brother he was, he couldn’t even manage to keep them both safe for a week.

The door slid open without warning. Escape plans forgotten, Harley watched in horror as Peter’s limp form was dragged into the cell and dropped unceremoniously in a heap on the floor. The guards left as quickly as they had come, and the door slammed shut. 

“Peter!” Harley gasped, shaking away his shock and stumbling forward. His hands hovered over Peter, desperately wanting to touch, to help, but scared it would do more harm than good. “Oh my god, Peter, what did they do to you?”

He gently tugged at Peter’s shoulder, flipping him over onto his back to get a better look. His skin was ashen, eyes unfocused and glassy, and he was shivering, despite the fact that Harley could feel the heat radiating off him in waves. There was a weird bump on his upper arm that definitely wasn’t there before, risen on the skin and inflamed. Harley pulled Peter into his lap and cradled his head, staring down and gently tapping his cheek to get his attention. “Hey, Peter. Look at me, come on.” 

“H-Harley?” Peter rasps. 

“I’m here, Peter, I’m here.” Harley tried to reassure him, but he could feel his own voice shaking. “Peter, what happened? What did they do to you?”

“In-injected me with some stuff… I think- I think I saw a spider? I don’ know,” Peter stuttered, shivering harshly, a hand coming up to scratch at the bump. Harley gripped the hand so Peter couldn’t mess with it, and Peter whined in response. “Harley, I don’ feel so good.”

“Hey, it’s okay.” Harley murmured, even though the whole thing was anything but okay.“You’re gonna be okay, Peter.” Harley hefted him off the floor and into his arms, delicately placing him on the bed in the corner. Peter mumbled something unintelligible, head rolling to the side listlessly. Harley shushed him quietly, cupping a hand over his forehead and pushing back his curly, matted down with sweat hair. His fever was dangerously high. This was bad.

“Shit,” Harley cursed, beginning to pace again, needing to release some of his restless energy. “Shit,” he repeated. “We need to get out of here.” 

“How?” Peter asked weakly. 

“The guards,” Harley said, mind racing, “next time they open the door, we’ll make a run for it. I think I can remember the way we came in, I’m sure-”

“Harley-”

“-we can outsmart them if we think ahead-”

“_Harley._” 

Harley stopped pacing, turning to see Peter, laying exhausted on the bed with a resigned expression. Harley hesitated, not liking where this was going. “Yeah, Pete?” 

“I can’t go with you.”

“What do you mean?”

“I can’t- I’m sick Harls.” Peter coughed, as if to solidify his comment. “There’s clearly somethin’ wrong righ’ now, and I-I’d slow only you down. You’re gonna hav’ to go withou’ me.”

“No,” Harley shook his head, “absolutely not. No. That’s not an option, no way.” He knelt beside the bed, gabbing Peter’s hand and squeezing it. “You’re my brother. I’m not leaving you.”

“You hav’ to, Harley.” Peter pleaded, his glassy eyes filled with pain and fear. “You’re the only one- who can go ge’ help. I’ll- be ok.”

Harley scrubbed a hand over his face and through his hair. Peter was right, he knew this, but...he had already screwed up so badly, he couldn’t bear to leave Peter alone, especially in his current state.

“I’ll come back for you,” Harley said determinedly, brow set and eyes shining with unshed tears. “I’ll get help, and I’ll come back for you, I promise.”

Peter smiled at him weakly, his shaky hand squeezing Harley’s back. “You’ll be like a- a superhero.”

Harley tried to return the smile, but it didn't quite reach the corners of his lips. He didn’t feel very super. He sat on the floor next to Peter’s bed, waiting for his opportunity. 

Opportunity came in the form of a man in a lab coat, a stethoscope around his neck and clipboard in hand, followed by a single guard. Peter was still in no condition to make a break for it, but Harley had planned for this, and they were going to use it to their advantage. 

The doctor was there to check Peter’s vitals ー _like he should have been an hour ago, _Harley thought bitterly, considering they had just injected him with highly experimental god-knows-what and something to do with a spider, Peter obviously wasn’t responding well to it. But at least they were there now. Harley slipped Peter an inconspicuous wink over the doctor’s shoulder. Peter nodded minutely, and began phase one of the plan: he made a horrendous choking sound, and promptly passed out. 

Pretended to pass out, that is. He lied lifeless on the bed, and as the doctor fumbled to check for his heart rate and breathing, Peter started moving his limbs in increasingly spasmic and dramatic motions.

The doctor was visibly panicking, trying to keep Peter’s arms from smacking him in the face, struggling to figure out what was going on.

“Help me hold him down,” the doctor called to the guard, trying to get his stethoscope untangled from Peter’s fingers.

The guard obliged, and Harley seized his chance. He slipped through the open door, and _ran._

It took less than five seconds for the guard to realize he bolted, and Harley figured it would be less than that for them to alert the rest of the guards in the building. The guard from the cell was chasing him, and Harley quickly realized that it was a lot harder to map out where you were going when somebody was running after you and shouting. 

He took a wrong turn and skidded to a halt in front of a second guard. They made a dive for him, but Harley was quicker, he darted through their legs and sprinted down the hall.

Rounding a corner, it occurred to him that phase two of the plan wasn’t going as well as he had hoped. He had no clue where he was. The place was huge, and everything looked the same, white tiled, white walled, brightly lit. He dared a glance over his shoulder and saw the guards quite a ways back, not having caught up with him yet. Maybe he could hide. 

He pushed on the first door he found, stumbling into the room and flicking the lock behind him. He leaned back against it, chest heaving and muscles burning, trying to catch his breath. He pressed his ear to the door, hearing two pairs of pounding footsteps come and go. They didn’t see him. 

“Uh...hi.”

Harley whirled around. There was a young boy, about Peter’s age maybe, sitting in a hospital bed. There was an IV taped to his hand, and he was missing his hair. His face was gaunt and pale, looking curiously at Harley.

“Are you trapped here, too?” Harley asked him. 

The boy furrowed his brow at him. “Trapped? No, I live here.”

“What do you mean, you live here? Who are you? Why are you sick? Did they try their drug on you, too?”

“My name’s Harry. My dad owns this place. I’m...I’m sick because I have cancer.”

“Your dad is Norman Osborn?” Harley gaped at him.

Harry nodded. “Yeah. He said I should stay here in his company building now that I’ve started my treatments. He said his scientists are trying to find a way to make me feel better again. What are you doing here? Why were you running?”

This was not part of the plan. Harley took a deep breath and lowered himself into the chair by Harry’s bedside. There was a faint aroma coming off it, one he recognized as being the same from Norman’s office. Osborn was just trying to help his kid. Harry had no idea what his father was doing. Harley didn’t want to tell Harry exactly what was going on, didn't want to upset him, but he needed to offer the kid some sort of explanation as to why he had just burst into his room.

“Listen, uh, Harry, I don’t know how to tell you this but…” Harley paused. How do you politely tell someone their father was a maniac? “Well, your dad took me and my brother here, and now he won’t let us go. He thinks we can help him find a cure for you, and I’m sorry, but we can’t. Norman has us trapped here, and we need to leave. I’m sure it’s just because he loves you, at least, I think that’s what dads do. They love their kids and just want them to be safe. Your dad is just taking this a little too far.” 

Harry nodded. “Yeah, my dad can be a little overprotective.” His eyes rolled, before focusing back on Harley, concern bubbling through. “But if you guys don’t want to stay here then he can’t make you. That’s not fair.”

“Really not fair,” Harley nodded, thankful that Harry wasn’t going to question his story. “I managed to get out, but my brother is still stuck. I was running from the guards. I need to get out without being seen so that I can get help for my brother.”

“I can help,” Harry said eagerly. 

Harley raised a brow at him. “How?”

“Here,” Harry pulled a plastic ID card from his bedside table and handed it to him. “You’ll need it to get through most of the doors. And I know dad keeps more guards on the east side of the building because that’s where the more important stuff is, so you’ll want to stay away from there. The closest exit is the lobby, one floor up. The elevator is down the hall to the left.”

Harley gently took the ID card and examined it. There was a picture of Harry, a little younger, with a thick mop of black hair and a toothy smile. _Harry Osborn,_ it read, _Maximum Restricted Access_. 

“Thank you,” Harley breathed, looking back up at the real Harry, “this is… actually really helpful.”

Harry beamed at him, and Harley was reminded briefly of Peter. “No problem. That’s what friends are for, right?”

“Yeah,” Harley mumbled, looking at the card again, a small smile curling his lips. “Friends.” He got up to leave. “Bye, Harry. Thank you.”

Harry waved, and Harley took a deep breath, opening the door hesitantly. 

The hallway was deserted, thankfully. Finally something was going right. Harley quietly made his way towards the elevator, peering around the corner into the next hallway. There was a guard positioned by the elevator. 

Frustrated, Harley turned back, biting his lip. _Think, Harley, think. You need to get into that elevator. _He rubbed a thumb over one of the tokens in his pocket. _That’s it. _

The coins were small, but they had weight to them. Harley took a deep breath, saying a prayer to the arcade token gods, and threw one as far as he could down the opposite side of the hallway with the elevator. 

It sailed down the corridor, bouncing off the bare walls with a loud echo. Harley held his breath as he waited for the guard to follow the sound, then bolted for the elevator.

Frantically, he pushed the button for _up_, but nothing happened. The control panel flashed red, _ID Required. _

He fumbled for the card Harry gave him and pressed it against the panel. _Hurry, hurry, before the guard comes back. _

The elevator doors opened with a soft ding. Harley jumped in and jammed his finger into the _close door_ button. So far, so good. Finding the button for the lobby, he pressed it and waited with his heart in his throat as the elevator steadily rose. 

The plan, once he made it to the lobby, was to keep running. Once he got out of the building, then he could find help, then he could come back for Peter. Then they would both get as far away from this hell hole as possible. 

He prepared himself to sprint as soon as the doors opened, bracing his feet and taking deep breaths. The elevator slowed to a stop and the doors slid open, and Harley barrelled out like a racehorse. 

And immediately crashed into a man in an expensive suit. 

Harley fell backwards onto the floor, the keycard Harry gave him going flying. _Well shit._ The man staggered, but didn't fall. He huffed and brushed off his suit, saying, “Norman, I came here expecting a conference, not a daycare.”

Harley stared up at him in awe. He recognized the man, his hair, his voice, his goatee, from the countless times he had seen him on TV. _You’ll be like a superhero._

“You’re Iron Man,” Harley said breathlessly.

Tony Stark looked pleased at being recognized. “Smart young man. W ー ”

Norman Osborn's booming voice cut him off. “You,” he shouted at Harley, “you’re supposed to be locked up!” 

Tony looked between them both, confused and concerned. “Am I interrupting something, or?”

Osborn made a grab at Harley’s arm, but Tony firmly planted his feet to stand in front of him, pulling Harley behind him. “What’s going on here, Norman?”

Harley tugged at the sleeve of his suit, “Please, sir, you need to help me. He kidnapped me and my brother for his experiments and my brother is still stuck down there-”

“Shut up!” Norman yelled, face turning red. “Don’t listen to him Stark, this child is deranged!”

Tony looked between Norman and Harley. “You telling the truth, kid?”

Harley nodded desperately.

“Let’s go get your brother.”

Osborn tried to block their path to the elevator, but Tony pressed a button on his watch and suddenly his hand was armoured in red and gold, pointing a repulser at Norman’s shocked face. Tony shook his head at him like a disappointed parent. “Don’t try anything.”

-

Peter sat propped up in bed, the side affects from whatever they did to him worsening by the minute. He just wanted Harley. He wanted to not be stuck in this bright room and uncomfortable bed. What did they inject him with? What was with that spider he saw just before he blacked out? Why was Harley taking so long? Was he even coming back? He had to come back. He promised. But…nobody else would come back for him, he thought. Why should Harley? 

There was a commotion outside the door. Or...down the hallway? Everything seemed loud, even the far away things. Not only that, but the sounds...he _felt_ them, more than heard them. Peter winced at how loud everything was, but tried to focus on listening to one thing. 

“This way, he’s down here.”

The sounds came closer, and this time Peter was sure there was someone right outside the door.

“I lost my key card when I bumped into you. You’ve gotta blast it.”

“Stand back, kid!” an unknown voice called out. Before Peter really clued in to what that might’ve meant, the door was blown from its hinges, clanging to the sterile white floor.

Harley was the first one to enter the room. He locked eyes with Peter, frantic, but relieved. Following behind him was…

“Iron Man?” Peter asked incredulously. 

“Peter, are you okay?” Harley rushed over to him.

“Harley? What…” Peter mumbled, head lolling and eyes confused and hazy. 

“Shit,” Harley cursed, turning to Tony, “he’s too out of it, I don’t think he can walk.”

“I can carry him,” Tony said. “We need to get you two out of here, and contact the police.”

“The police?” Peter exclaimed, voice slurred and eyes focusing slightly at the word in panic, “No, you can’, they- they’ll take us back to Skip!”

“I don’t know what that means,” Tony said, “but if it’s bad, I promise I won’t let it happen. Let’s get you to safety, kiddo, okay?”

Peter glanced at Harley, and when he nodded, Peter looked to Tony. “‘kay.” He was so small, Tony lifted him easily with one arm. Peter rested his head on Tony’s shoulder, and Harley stood by his side, hovering close. “Let’s go.”

“Stop right there!” There was a group of guards in the doorway, with guns pointed.

Tony just smirked at them, charming but dangerous, “You don’t really want to do that, do you?”

-

As they left the building, police cars were swarming the area, some policemen and women already making their way into the building. Apparently when Tony Stark calls for the police, they bring the cavalry. 

Tony made his way towards an ambulance that was parked just off the side of the entrance to Oscorp, but Peter whimpered, grip tightening on Tony’s shirt and eyes squeezed shut. 

“What’s wrong?” Tony murmured, tightening his hold on the kid. Harley was hanging on to the arm Tony wasn’t using to hold Peter, and watching with intense worry.

“Lights.” Peter spoke into Tony’s shoulder from where he had shoved his face when they left the building. “Sounds. Too loud.” He whined.

Harley tugged on Tony’s sleeve, “What does that mean? What’s wrong with him?” 

“I don’t know, but I’m sure the paramedic will be able to figure it out, okay?” Tony went to hand Peter off to the medic, but Peter shouted in panic, wrapping his arms and legs around Tony like a koala. ”Whoa,” Tony staggered at the change of grip, “hey, she’s just here to help, she won’t hurt you.” 

“No doc’ors.” Peter’s voice was shaking. Tony sighed, looking at the paramedic with a minuscule shrug. 

“It’s okay, kid. She’s a good doctor, she won’t hurt you, I promise, I’ll stay right here with you.” 

Peter glanced at the medic, then nodded smally. Tony sat on the edge of the ambulance cabin. The paramedic simply sighed fondly, working around Tony and hooking Peter up to a heart monitor, taking a few tests. 

Harley hovered awkwardly, not wanting to get in the way, but wanting to be closer to Tony. This whole ordeal freaked him out, and Tony was safe, so if he stayed with Tony, he’d be safe. Tony seemed to notice Harley’s predicament, and once the paramedic sat back after placing a shock blanket over Peter, Tony lifted his other arm up, waving Harley over. Not missing a beat, Harley scrambled to sit under the offered arm, shoving himself into Tony’s side and staring at Peter’s hazy eyes. 

One of the police officers chose that moment to come up to the ambulance, clearing his throat to get the trio’s attention. Harley sunk into himself, his grip on Tony tightening as he tried to disappear into the man’s side. Peter was still out of it, making small grunts and whimpers of pain here and there. 

“Mr. Stark,” The officer greeted cordially, “Officer Davis, I’m assigned to the missing persons case for these two boys that we were called in about.” Tony’s brows furrowed, glancing at Harley as the boy tried to shrink even more. 

“Missing persons?” Tony asked. 

“Peter Parker and Harley Keener, reported missing from Westcott’s Home for Troubled Boys on July 21st. Steven Westcott had called it in when he woke up that morning and the kids were gone.” 

Tony’s eyes widened and Harley started shaking in his grip. “Please, don’t send us back!” Harley pleaded, eyes tearing up. 

“Hold on,” Tony cut in before Officer Davis could respond, “you’re telling me, that these kids are runaways from a foster home?” Tony turned to Harley, who was flushed red, embarrassed for some ungodly reason. 

“Yes, and we need to inform Mr. Westcott that we’ve found the boys.” Officer Davis ignored Harley’s protest, plowing on. “Once the boys are cleared by the paramedics, we can send everyone home, however I will need your statement on the events that occurred tonight.” 

Peter, having heard parts of the conversation, though much of it was fuzzy, started shaking his head into Tony’s shoulder. “N..no, no S-skip. Hurts.” He whined. 

Officer Davis sighed, adjusting his hat and taking a small step back. “I’ll leave you be, however we will need that statement, Mr. Stark.” He turned and left, stalking towards some officers in a cluster by a squad car, speaking into his radio. 

“What’s gonna happen to Peter?” Harley craned his neck to look up at Tony. “What’s gonna happen to me?” He whispered. 

Tony squeezed Harley’s shoulder, gaze flicking between the two kids he held. “Steven Westcott… that was the ‘Skip’ your brother had mentioned before?” 

Harley nodded, “He, um… he wasn’t a good foster parent. Was drunk all the time, yelled at us. Hit us.” Harley shuddered, eyes falling on Peter, on his little brother who was hurt by Skip the night they chose to leave. 

Tony took a deep breath in, holding it, then blowing out through his nose. These kids had been getting hurt by the person who was meant to care for them. The man who was supposed to keep them safe. That wouldn’t do. “Okay, so you know what’s gonna happen to you two?” Harley blinked. “You guys are coming home with me. You will not be going back to that _Westcott_,” Tony spat his name with venom, “and we will figure out what Osborn did to your brother.” 

Harley stared owlishly at Tony for a moment, before heaving a heavy sob. He buried his face into Tony’s chest, sniffling and crying, all of the pent up stress and fear leaving his body because he was _safe_. Iron Man saved them. _Tony_ saved them. 

Harley brought a shaky had up to grip Peter’s limp one, shaking him a little to get his attention. Peter turned his head to the side, his face twisted up in a grimace. “You hear that, Pete? Iron Man saved us.” Harley laughed in disbelief, because how many kids get to say they were saved by Iron Man? 

Peter smiled, turning heavy eyes on Tony who was watching the scene fondly. “K-knew you would- would save us,” he mumbled, his eyes shutting in content. And as if knowing he was safe, Peter’s breathing evened out, sleep taking him into a fitful slumber.

Tony rubbed Peter’s back as the boy slept, and ruffled Harley’s unruly dirty blond curls. He would bring these kids home, give them the life they deserved to have, and he would figure out how to deal with Osborn and Westcott to keep them safe. 

Now he just had to tell Pepper.

**Notes for the Chapter:**

> A big thank you to everyone who has stuck it out to the end. I do plan on doing little one shots in the future for this, however I also have a big fic currently in the works that is taking much of my time. If you have any suggestions for things you want to see continued in this little AU, feel free to leave an ask on my tumblr @spiderling-the-meme
> 
> As always, thank you for reading and feel free to leave a kudos and comment. 
> 
> xoxo

**Author's Note:**

> did you like it? did you like it?  
follow me on tumblr! @spiderling-the-meme and come scream at me :)


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